Standard General Sets the Record Straight Regarding Its Pending Acquisition of TEGNA
October 06 2022 - 01:40PM
Business Wire
Notes Misleading Assertions in
Congressional Letter
Transaction Will Create the Largest
Minority-Owned and Female-Led Broadcast Station Group in U.S.
History and Yield Significant Public Interest Benefits
Standard General Highlights Commitment to
Localism of TEGNA Stations
Standard General L.P. (“Standard General”) today issued the
following statement regarding its pending acquisition of TEGNA Inc.
(NYSE: TGNA):
Standard General’s proposed acquisition of TEGNA will yield
significant public interest benefits without any countervailing
public interest harms, including creating the largest
minority-owned and female-led broadcast station group in U.S.
history. We were therefore disappointed to see the FCC petitioners
enlist the involvement of Speaker Pelosi and Congressman Pallone by
misleading them with the same false statements they have been
making to the FCC.
- While the Pelosi-Pallone letter decries the UHF Discount, the
TEGNA transaction does not rely on the UHF Discount in any
way.
- While the Pelosi-Pallone letter complains of media
consolidation, TEGNA will actually be smaller after the proposed
transaction, creating the opposite of consolidation.
- While the Pelosi-Pallone letter repeats the petitioners’ claim
that Standard General will supplant local news content with news
produced in DC, there is utterly no support in the FCC record for
that claim and Standard General has made clear in the record that
it will not.
- The Pelosi-Pallone letter speculates that Standard General will
cut station jobs at TEGNA, when in fact Standard General made a
commitment in the FCC record that it was not planning any such
actions — a commitment no prior FCC broadcast station applicant has
ever made.
- The Pelosi-Pallone letter falsely claims that Standard General
stated several years ago that TEGNA has “too many employees,” when
in fact, Standard General publicly protested TEGNA’s furlough of
employees during the pandemic.
- The Pelosi-Pallone letter speculates about the influence of
foreign ownership, when 100% of the voting shares and the right to
appoint the entire TEGNA board is held by a U.S citizen.
- The Pelosi-Pallone letter speculates about “price increases on
American families” when TEGNA, as a broadcaster, makes its content
available to the public for free over-the-air. Only cable companies
decide what price their own subscribers pay.
We are therefore very disappointed to see the petitioners’
package of misstatements at the FCC being used to also mislead our
elected representatives into applying improper pressure upon the
FCC.
Soo Kim and Deb McDermott have a proven track record of
enhancing stations’ service to their local communities, increasing
local news output, and investing in the resources that stations
need to compete successfully. Standard General has increased
newsroom staffing at its current stations by 28% since acquiring
them in February 2021, while, in comparison, the employee headcount
at other major broadcasters, including TEGNA, dropped during the
pandemic. Soo Kim and Deb McDermott are committed to bringing that
same dedication to competition and localism to the TEGNA stations,
creating the largest minority-owned and female-led television
station group in U.S. history and dramatically increasing minority
broadcast ownership and viewpoint diversity.
The proposed TEGNA transaction complies with all FCC rules
without the need for any waivers, divestitures, or special
treatment. Standard General seeks nothing from the FCC other than
to be treated in the same fashion as other applicants whose
transactions were promptly approved in the past two years,
including Gray’s acquisition of Meredith, which unlike the TEGNA
transaction, involved a station divestiture to comply with FCC
local ownership rules, and Scripps’ acquisition of Ion, which
involved the divestiture of 23 stations to meet FCC ownership
limits. The Gray-Meredith transaction was approved in less than six
months, and the Scripps-Ion transaction was approved in less than
three months. The TEGNA transaction has been under review at the
FCC for almost nine months at this point, and the time has come to
approve the transaction and unleash an almost 300% increase in the
number of minority-owned TV stations in the U.S., bringing
badly-needed diversity to the nation’s broadcast station
ownership.
We continue to work collaboratively with FCC staff in their
review of the proposed transaction.
About Standard General
Standard General was founded in 2007 and manages capital for
public and private pension funds, endowments, foundations, and
high-net-worth individuals. Standard General is a
minority-controlled and operated organization. Mr. Kim is supported
by a diverse, highly experienced 17-person team, including seven
investment professionals with over 120 years of collective
investing experience.
Cautionary Statement Regarding Forward-Looking
Statements
This communication includes forward-looking statements within
the meaning of the “safe harbor” provisions of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Forward-looking
statements are based on a number of assumptions about future events
and are subject to various risks, uncertainties and other factors
that may cause actual results to differ materially from the views,
beliefs, projections and estimates expressed in such statements.
These risks, uncertainties and other factors include, but are not
limited to, the following: (1) the timing, receipt and terms and
conditions of the required governmental or regulatory approvals of
the proposed transaction and the related transactions involving the
parties that could reduce the anticipated benefits of or cause the
parties to abandon the proposed transaction, (2) risks related to
the satisfaction of the conditions to closing the proposed
transaction (including the failure to obtain necessary regulatory
approvals), and the related transactions involving the parties, in
the anticipated timeframe or at all, (3) the risk that any
announcements relating to the proposed transaction could have
adverse effects on the market price of TEGNA’s common stock, (4)
disruption from the proposed transaction making it more difficult
to maintain business and operational relationships, including
retaining and hiring key personnel and maintaining relationships
with TEGNA’s customers, vendors and others with whom it does
business, (5) the occurrence of any event, change or other
circumstances that could give rise to the termination of the merger
agreement entered into pursuant to the proposed transaction or of
the transactions involving the parties, (6) risks related to
disruption of management’s attention from TEGNA’s ongoing business
operations due to the proposed transaction, (7) significant
transaction costs, (8) the risk of litigation and/or regulatory
actions related to the proposed transaction or unfavorable results
from currently pending litigation and proceedings or litigation and
proceedings that could arise in the future, (9) other business
effects, including the effects of industry, market, economic,
political or regulatory conditions, (10) information technology
system failures, data security breaches, data privacy compliance,
network disruptions, and cybersecurity, malware or ransomware
attacks, and (11) changes resulting from the COVID-19 pandemic,
which could exacerbate any of the risks described above.
Readers are cautioned not to place undue reliance on
forward-looking statements made by or on behalf of Standard
General. Each such statement speaks only as of the day it was made.
Standard General undertakes no obligation to update or to revise
any forward-looking statements. The factors described above cannot
be controlled by Standard General. When used in this communication,
the words “believes,” “estimates,” “plans,” “expects,” “should,”
“could,” “outlook,” and “anticipates” and similar expressions as
they relate to Standard General or its management are intended to
identify forward looking statements. Forward-looking statements in
this communication may include, without limitation: statements
about the potential benefits of the proposed acquisition,
anticipated growth rates, Standard General’s plans, objectives,
expectations, and the anticipated timing of closing the proposed
transaction.
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version on businesswire.com: https://www.businesswire.com/news/home/20221006005870/en/
For media inquiries, contact: Standard General Andy
Brimmer / Jamie Moser / Jack Kelleher Joele Frank, Wilkinson
Brimmer Katcher 212-355-4449
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